SCHEDULE: Travis Winczura Discloses 60.2% Controlling Stake in NFiniTi Inc. Following Artisan Beverages Acquisition

Travis Winczura has disclosed a 60.2% beneficial ownership stake in NFiniTi Inc. following a highly dilutive share exchange agreement where NFiniTi acquired Artisan Beverages, Inc., necessitating a 1-for-500 reverse stock split.

Summary

• Travis Winczura acquired 9,517,381,000 shares of NFiniTi Inc. common stock in a private transaction from Tactical Funds Ltd., representing 60.2% of the class of securities.
• The acquisition was for investment purposes.
• NFiniTi Inc. entered into a Share Exchange Agreement on February 10, 2025, and consummated on February 13, 2025, to acquire Artisan Beverages, Inc.
• Under the Share Exchange Agreement, NFiniTi issued 15,788,578,500 shares of common stock in consideration for all issued and outstanding shares of Artisan Beverages, Inc.
• This issuance represented 99.2% of NFiniTi's issued and outstanding common stock at the time.
• Immediately prior to the Share Exchange Agreement, NFiniTi's Articles of Incorporation authorized only 450,000,000 shares of common stock, with 120,000,000 already issued and outstanding, leaving 330,000,000 shares authorized for issuance.
• The insufficient authorized shares necessitated a 1-for-500 reverse stock split, which will result in NFiniTi issuing 30,917,157 shares to Summit Consumer Products (the former sole stockholder of Artisan Beverages) instead of 15,458,578,500 shares.
• Summit Consumer Products, which was Artisan Beverages' sole stockholder, has 106 shareholders, six of whom are now beneficial holders of 5% or more of NFiniTi's common stock.
• As of June 23, 2025, NFiniTi's Quarterly Report on Form 10-Q indicated 15,908,578,500 shares of common stock outstanding.

Sentiment

Score: 4

Explanation: While a new major investor taking a controlling stake for 'investment purposes' and the acquisition of a new business could be positive, the extreme dilution (99.2% of outstanding shares) and the necessity of a 1-for-500 reverse stock split due to insufficient authorized shares are significant negatives, indicating poor prior capital management or a highly dilutive transaction structure. The lack of a current trading market for the stock also adds to the negative sentiment.

Positives

• Travis Winczura acquired a significant majority stake (60.2%) in NFiniTi Inc., indicating strong investor confidence in the company's future.
• The acquisition of Artisan Beverages, Inc. expands NFiniTi's business scope and strategic direction.
• The shares were acquired for 'investment purposes,' suggesting a long-term commitment from the new major shareholder.

Negatives

• NFiniTi's Articles of Incorporation had insufficient authorized shares (450,000,000) to complete the acquisition of Artisan Beverages, Inc., which required issuing 15,788,578,500 shares.
• The share exchange resulted in extreme dilution, with the new shares representing 99.2% of the company's issued and outstanding common stock.
• A 1-for-500 reverse stock split is required to manage the large number of shares issued, which can be perceived negatively by investors and may indicate prior capital management issues.

Risks

• The common stock of NFiniTi Inc. may not be traded on an open market in the future, which would significantly limit liquidity for shareholders.
• The company's capitalization has undergone a material change due to the substantial share issuance and subsequent reverse stock split, which could impact its financial structure and investor perception.
• The significant dilution from the Artisan Beverages acquisition could negatively impact the value of existing shares.

Future Outlook

Travis Winczura acquired his shares for investment purposes and may endeavor to increase his position in NFiniTi Inc. through open market purchases (if a market is created) or private transactions, or he may dispose of his shares. He intends to continuously review his investment and may engage in communications with company stakeholders regarding business, operations, and future plans. Currently, he has no present plan or proposal for extraordinary corporate transactions, changes in management, capitalization, dividend policy, or corporate structure.

Industry Context

This filing primarily details a significant change in beneficial ownership and a corporate acquisition. The acquisition of Artisan Beverages, Inc. by NFiniTi Inc. suggests a strategic move to expand or diversify the company's operations. Without specific details on Artisan Beverages' business, broader industry trends cannot be fully assessed, but such consolidations are common in various sectors as companies seek growth or market share.

Comparison to Industry Standards

• The document does not provide financial performance metrics or operational results that can be directly compared to industry standards or specific comparable companies/projects. It focuses on share ownership and transaction details.

Related Party Transactions

• Travis Winczura purchased 9,517,381,000 shares of NFiniTi Inc. common stock from Tactical Funds Ltd.
• Brain Johnston, the President and Chief Executive Officer of NFiniTi Inc., is also the President of Tactical Funds Ltd., indicating a related party transaction.

Stakeholder Impact

• **Shareholders**: Existing shareholders experienced significant dilution (99.2% of shares issued for acquisition) and will be subject to a 1-for-500 reverse stock split, which will drastically reduce the number of shares they hold, though their proportional ownership should remain the same. The potential lack of a future trading market limits liquidity.
• **New Major Investor (Travis Winczura)**: Acquired a controlling stake (60.2%) for investment purposes, gaining significant influence over the company's future.
• **Artisan Beverages Shareholders**: Became shareholders of NFiniTi Inc. as a result of the share exchange.

Next Steps

• Travis Winczura may endeavor to increase his position in NFiniTi Inc. through open market purchases (if a market is created) or private transactions.
• Travis Winczura reserves the right to dispose of any or all of his shares.
• Travis Winczura intends to review his investment in NFiniTi Inc. on a continuing basis.
• Travis Winczura may engage in communications with NFiniTi Inc. stockholders, officers, board members, and other representatives concerning the business, operations, and future plans.
• NFiniTi Inc. will issue 30,917,157 shares to Summit Consumer Products after giving effect to the 1-for-500 reverse stock split.

Key Dates

Recommendation

Keywords

NFiniTi Inc., Artisan Beverages, Travis Winczura, beneficial ownership, Schedule 13D, share exchange agreement, reverse stock split, corporate acquisition, investment, common stock, SEC filing, dilution